SWKHL · SWK Holdings Corp

On April 6, 2026, pursuant to the Agreement and Plan of Merger dated as of October 9, 2025 (the "Merger Agreement"), Runway Growth Finance Corp. ("Parent"), RWAY Portfolio Holding Corp., RWAY Portfolio Corp. ("Acquisition Sub"), Runway Growth Capital LLC ("Adviser") and SWK Holdings Corporation ("SWK") effected a merger pursuant to which SWK was merged with and into Acquisition Sub (the "First Merger"). Pursuant to the Merger Agreement, upon completion of the First Merger (the "Effective Time"), each issued and outstanding common stock of SWK ("SWK Common Stock") was cancelled and converted into the right to receive (i) either (A) 1.7264 shares of common stock, par value $0.01 per share, of Parent ("Parent Common Stock" and such consideration,

(Continued from footnote 1) the "Per Share Stock Consideration") or (B) $20.59 in cash (the "Per Share Cash Consideration") (in each case, based on the election of the holder thereof in accordance with the terms of the Merger Agreement and subject to proration as provided therein) plus (ii) $0.74 in cash, which represents a pro rata share of the guaranteed cash payment paid by the Adviser (the "Per Share Guaranteed Cash Payment" and collectively with the Per Share Stock Consideration and the Per Share Cash Consideration, the "Total Per Share Consideration").

These shares of SWK Common Stock were held directly by Julian Orlando Carlson 1997 A Trust, a related party to Carlson Capital. Julian Orlando Carlson 1997 A Trust disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein.

On April 6, 2026, pursuant to the Agreement and Plan of Merger dated as of October 9, 2025 (the "Merger Agreement"), Runway Growth Finance Corp. ("Parent"), RWAY Portfolio Holding Corp., RWAY Portfolio Corp. ("Acquisition Sub"), Runway Growth Capital LLC ("Adviser") and SWK Holdings Corporation ("SWK") effected a merger pursuant to which SWK was merged with and into Acquisition Sub (the "First Merger"). Pursuant to the Merger Agreement, upon completion of the First Merger (the "Effective Time"), each issued and outstanding common stock of SWK ("SWK Common Stock") was cancelled and converted into the right to receive (i) either (A) 1.7264 shares of common stock, par value $0.01 per share, of Parent ("Parent Common Stock" and such consideration,

(Continued from footnote 1) the "Per Share Stock Consideration") or (B) $20.59 in cash (the "Per Share Cash Consideration") (in each case, based on the election of the holder thereof in accordance with the terms of the Merger Agreement and subject to proration as provided therein) plus (ii) $0.74 in cash, which represents a pro rata share of the guaranteed cash payment paid by the Adviser (the "Per Share Guaranteed Cash Payment" and collectively with the Per Share Stock Consideration and the Per Share Cash Consideration, the "Total Per Share Consideration").

These shares of SWK Common Stock were held directly by Owen Augustus Carlson 1997 A Trust, a related party to Carlson Capital. Owen Augustus Carlson 1997 A Trust disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein.

On April 6, 2026, pursuant to the Agreement and Plan of Merger dated as of October 9, 2025 (the "Merger Agreement"), Runway Growth Finance Corp. ("Parent"), RWAY Portfolio Holding Corp., RWAY Portfolio Corp. ("Acquisition Sub"), Runway Growth Capital LLC ("Adviser") and SWK Holdings Corporation ("SWK") effected a merger pursuant to which SWK was merged with and into Acquisition Sub (the "First Merger"). Pursuant to the Merger Agreement, upon completion of the First Merger (the "Effective Time"), each issued and outstanding common stock of SWK ("SWK Common Stock") was cancelled and converted into the right to receive (i) either (A) 1.7264 shares of common stock, par value $0.01 per share, of Parent ("Parent Common Stock" and such consideration,

(Continued from footnote 1) the "Per Share Stock Consideration") or (B) $20.59 in cash (the "Per Share Cash Consideration") (in each case, based on the election of the holder thereof in accordance with the terms of the Merger Agreement and subject to proration as provided therein) plus (ii) $0.74 in cash, which represents a pro rata share of the guaranteed cash payment paid by the Adviser (the "Per Share Guaranteed Cash Payment" and collectively with the Per Share Stock Consideration and the Per Share Cash Consideration, the "Total Per Share Consideration").

The shares of SWK Common Stock to which this relates were held directly by Double Black Diamond Offshore Ltd., a Cayman Islands exempted company (the "Fund"). Carlson Capital, L.P., a Delaware limited partnership ("Carlson Capital") serves as the investment manager to, and has the power to direct the affairs of, the Fund. Asgard Investment Corp. II, a Delaware corporation ("Asgard II") serves as the general partner of, and has the power to direct the affairs of, Carlson Capital. Mr. Clint D. Carlson, a U.S. citizen, serves as the president of, and has the power to direct the affairs of, Asgard II, Carlson Capital, and any of its affiliated entities and related parties ("Mr. Clint D. Carlson"). Each of the reporting persons disclaims beneficial ownership of the securities to which this Form 4 relates for the purposes of Section 16 of the Securities and Exchange Act of 1934, as amended, except as to such extent of the reporting person's pecuniary interest in the securities.

On April 6, 2026, pursuant to the Agreement and Plan of Merger dated as of October 9, 2025 (the "Merger Agreement"), Runway Growth Finance Corp. ("Parent"), RWAY Portfolio Holding Corp., RWAY Portfolio Corp. ("Acquisition Sub"), Runway Growth Capital LLC ("Adviser") and SWK Holdings Corporation ("SWK") effected a merger pursuant to which SWK was merged with and into Acquisition Sub (the "First Merger"). Pursuant to the Merger Agreement, upon completion of the First Merger (the "Effective Time"), each issued and outstanding common stock of SWK ("SWK Common Stock") was cancelled and converted into the right to receive (i) either (A) 1.7264 shares of common stock, par value $0.01 per share, of Parent ("Parent Common Stock" and such consideration,

(Continued from footnote 1) the "Per Share Stock Consideration") or (B) $20.59 in cash (the "Per Share Cash Consideration") (in each case, based on the election of the holder thereof in accordance with the terms of the Merger Agreement and subject to proration as provided therein) plus (ii) $0.74 in cash, which represents a pro rata share of the guaranteed cash payment paid by the Adviser (the "Per Share Guaranteed Cash Payment" and collectively with the Per Share Stock Consideration and the Per Share Cash Consideration, the "Total Per Share Consideration").

These shares of SWK Common Stock were held by Carlson Capital as the investment manager to the Fund. Carlson Capital disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

On April 6, 2026, pursuant to the Agreement and Plan of Merger dated as of October 9, 2025 (the "Merger Agreement"), Runway Growth Finance Corp. ("Parent"), RWAY Portfolio Holding Corp., RWAY Portfolio Corp. ("Acquisition Sub"), Runway Growth Capital LLC ("Adviser") and SWK Holdings Corporation ("SWK") effected a merger pursuant to which SWK was merged with and into Acquisition Sub (the "First Merger"). Pursuant to the Merger Agreement, upon completion of the First Merger (the "Effective Time"), each issued and outstanding common stock of SWK ("SWK Common Stock") was cancelled and converted into the right to receive (i) either (A) 1.7264 shares of common stock, par value $0.01 per share, of Parent ("Parent Common Stock" and such consideration,

(Continued from footnote 1) the "Per Share Stock Consideration") or (B) $20.59 in cash (the "Per Share Cash Consideration") (in each case, based on the election of the holder thereof in accordance with the terms of the Merger Agreement and subject to proration as provided therein) plus (ii) $0.74 in cash, which represents a pro rata share of the guaranteed cash payment paid by the Adviser (the "Per Share Guaranteed Cash Payment" and collectively with the Per Share Stock Consideration and the Per Share Cash Consideration, the "Total Per Share Consideration").

These shares of SWK Common Stock were held by Asgard II as the general partner of Carlson Capital who serves as the investment manager to the Fund. Asgard II disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

On April 6, 2026, pursuant to the Agreement and Plan of Merger dated as of October 9, 2025 (the "Merger Agreement"), Runway Growth Finance Corp. ("Parent"), RWAY Portfolio Holding Corp., RWAY Portfolio Corp. ("Acquisition Sub"), Runway Growth Capital LLC ("Adviser") and SWK Holdings Corporation ("SWK") effected a merger pursuant to which SWK was merged with and into Acquisition Sub (the "First Merger"). Pursuant to the Merger Agreement, upon completion of the First Merger (the "Effective Time"), each issued and outstanding common stock of SWK ("SWK Common Stock") was cancelled and converted into the right to receive (i) either (A) 1.7264 shares of common stock, par value $0.01 per share, of Parent ("Parent Common Stock" and such consideration,

(Continued from footnote 1) the "Per Share Stock Consideration") or (B) $20.59 in cash (the "Per Share Cash Consideration") (in each case, based on the election of the holder thereof in accordance with the terms of the Merger Agreement and subject to proration as provided therein) plus (ii) $0.74 in cash, which represents a pro rata share of the guaranteed cash payment paid by the Adviser (the "Per Share Guaranteed Cash Payment" and collectively with the Per Share Stock Consideration and the Per Share Cash Consideration, the "Total Per Share Consideration").

These shares of SWK Common Stock were held by Mr. Clint D. Carlson as the president of Carlson Capital, Carlson Capital GP, The Carlson Foundation, and Asgard II. Mr. Clint D. Carlson is also the Chief Investment Officer of the investment manager of the Fund. Furthermore, immediate family members of Mr. Clint D. Carlson held shares. Each disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

On April 6, 2026, pursuant to the Agreement and Plan of Merger dated as of October 9, 2025 (the "Merger Agreement"), Runway Growth Finance Corp. ("Parent"), RWAY Portfolio Holding Corp., RWAY Portfolio Corp. ("Acquisition Sub"), Runway Growth Capital LLC ("Adviser") and SWK Holdings Corporation ("SWK") effected a merger pursuant to which SWK was merged with and into Acquisition Sub (the "First Merger"). Pursuant to the Merger Agreement, upon completion of the First Merger (the "Effective Time"), each issued and outstanding common stock of SWK ("SWK Common Stock") was cancelled and converted into the right to receive (i) either (A) 1.7264 shares of common stock, par value $0.01 per share, of Parent ("Parent Common Stock" and such consideration,

(Continued from footnote 1) the "Per Share Stock Consideration") or (B) $20.59 in cash (the "Per Share Cash Consideration") (in each case, based on the election of the holder thereof in accordance with the terms of the Merger Agreement and subject to proration as provided therein) plus (ii) $0.74 in cash, which represents a pro rata share of the guaranteed cash payment paid by the Adviser (the "Per Share Guaranteed Cash Payment" and collectively with the Per Share Stock Consideration and the Per Share Cash Consideration, the "Total Per Share Consideration").

These shares of SWK Common Stock were held directly by The Carlson Foundation, an affiliated entity to Carlson Capital. The Carlson Foundation disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein.

On April 6, 2026, pursuant to the Agreement and Plan of Merger dated as of October 9, 2025 (the "Merger Agreement"), Runway Growth Finance Corp. ("Parent"), RWAY Portfolio Holding Corp., RWAY Portfolio Corp. ("Acquisition Sub"), Runway Growth Capital LLC ("Adviser") and SWK Holdings Corporation ("SWK") effected a merger pursuant to which SWK was merged with and into Acquisition Sub (the "First Merger"). Pursuant to the Merger Agreement, upon completion of the First Merger (the "Effective Time"), each issued and outstanding common stock of SWK ("SWK Common Stock") was cancelled and converted into the right to receive (i) either (A) 1.7264 shares of common stock, par value $0.01 per share, of Parent ("Parent Common Stock" and such consideration,

(Continued from footnote 1) the "Per Share Stock Consideration") or (B) $20.59 in cash (the "Per Share Cash Consideration") (in each case, based on the election of the holder thereof in accordance with the terms of the Merger Agreement and subject to proration as provided therein) plus (ii) $0.74 in cash, which represents a pro rata share of the guaranteed cash payment paid by the Adviser (the "Per Share Guaranteed Cash Payment" and collectively with the Per Share Stock Consideration and the Per Share Cash Consideration, the "Total Per Share Consideration").

These shares of SWK Common Stock were held directly by Lewis Carlson, an individual who works at Carlson Capital. Lewis Carlson disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

On April 6, 2026, pursuant to the Agreement and Plan of Merger dated as of October 9, 2025 (the "Merger Agreement"), Runway Growth Finance Corp. ("Parent"), RWAY Portfolio Holding Corp., RWAY Portfolio Corp. ("Acquisition Sub"), Runway Growth Capital LLC ("Adviser") and SWK Holdings Corporation ("SWK") effected a merger pursuant to which SWK was merged with and into Acquisition Sub (the "First Merger"). Pursuant to the Merger Agreement, upon completion of the First Merger (the "Effective Time"), each issued and outstanding common stock of SWK ("SWK Common Stock") was cancelled and converted into the right to receive (i) either (A) 1.7264 shares of common stock, par value $0.01 per share, of Parent ("Parent Common Stock" and such consideration,

(Continued from footnote 1) the "Per Share Stock Consideration") or (B) $20.59 in cash (the "Per Share Cash Consideration") (in each case, based on the election of the holder thereof in accordance with the terms of the Merger Agreement and subject to proration as provided therein) plus (ii) $0.74 in cash, which represents a pro rata share of the guaranteed cash payment paid by the Adviser (the "Per Share Guaranteed Cash Payment" and collectively with the Per Share Stock Consideration and the Per Share Cash Consideration, the "Total Per Share Consideration").

These shares of SWK Common Stock were held directly by Mr. Clint D. Carlson. Mr. Clint D. Carlson disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

On April 6, 2026, pursuant to the Agreement and Plan of Merger dated as of October 9, 2025 (the "Merger Agreement"), Runway Growth Finance Corp. ("Parent"), RWAY Portfolio Holding Corp., RWAY Portfolio Corp. ("Acquisition Sub"), Runway Growth Capital LLC ("Adviser") and SWK Holdings Corporation ("SWK") effected a merger pursuant to which SWK was merged with and into Acquisition Sub (the "First Merger"). Pursuant to the Merger Agreement, upon completion of the First Merger (the "Effective Time"), each issued and outstanding common stock of SWK ("SWK Common Stock") was cancelled and converted into the right to receive (i) either (A) 1.7264 shares of common stock, par value $0.01 per share, of Parent ("Parent Common Stock" and such consideration,

(Continued from footnote 1) the "Per Share Stock Consideration") or (B) $20.59 in cash (the "Per Share Cash Consideration") (in each case, based on the election of the holder thereof in accordance with the terms of the Merger Agreement and subject to proration as provided therein) plus (ii) $0.74 in cash, which represents a pro rata share of the guaranteed cash payment paid by the Adviser (the "Per Share Guaranteed Cash Payment" and collectively with the Per Share Stock Consideration and the Per Share Cash Consideration, the "Total Per Share Consideration").

These shares of SWK Common Stock were held directly by Carlson Capital GP, L.P., an affiliated entity to Carlson Capital. Carlson Capital GP, L.P. disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein.

Consists of shares of common stock issued in connection with the Reporting Person's voluntary decision to receive shares in lieu of cash compensation for his services as a director. The restricted shares vest on the earlier of (i) June 16, 2026, or (ii) the date of the next Annual Meeting of Stockholders of the Issuer, subject to the Reporting Person's continued service through such vesting date.

Consists of shares of common stock issued in connection with the Reporting Person's voluntary decision to receive shares in lieu of cash compensation for his services as a director. The restricted shares vest on the earlier of (i) June 16, 2026, or (ii) the date of the next Annual Meeting of Stockholders of the Issuer, subject to the Reporting Person's continued service through such vesting date.

Consists of shares of common stock issued in connection with the Reporting Person's voluntary decision to receive shares in lieu of cash compensation for her services as a director. The restricted shares vest on the earlier of (i) June 16, 2026, or (ii) the date of the next Annual Meeting of Stockholders of the Issuer, subject to the Reporting Person's continued service through such vesting date.

These options are fully vested and exercisable.

These options are fully vested and exercisable.

Represents restricted stock granted pursuant to the Issuer's 2010 Equity Incentive Plan. The restricted stock vests in equal installments on each of January 31, 2026, January 31, 2027, and January 31, 2028, subject to the Reporting Person's continued service through the applicable vesting dates.

Represents restricted stock granted pursuant to the Issuer's 2010 Equity Incentive Plan. The restricted stock vests in equal installments on each of January 31, 2026, January 31, 2027, and January 31, 2028, subject to the Reporting Person's continued service through the applicable vesting dates.

Transaction reflects pro rata in-kind distributions by Black Diamond Offshore Ltd. of 600,678 Common Stock. Clint Carlson received 399,394.19 Common Stock. Lewis Carlson received 62,078.97 Common Stock. Owen Augustus Carlson 1997 A Trust received 62,078.97 Common Stock. Julian Orlando Carlson 1997 A Trust received 62,078.97 Common Stock. Carlson Capital GP, L.P. received 12,353.51 Common Stock. The Carlson Foundation received 2,693.40 Common Stock.

Carlson Capital, L.P., a Delaware limited partnership, serves as the investment manager to, and has the power to direct the affairs of, Black Diamond Offshore Ltd., a Cayman Islands exempt company, and Double Black Diamond Offshore Ltd, a Cayman Islands exempt company (together, the "Funds"). Asgard Investment Corp. II, a Delaware corporation ("Asgard II") serves as the general partner of, and has the power to direct the affairs of, the Funds. Mr. Clint D. Carlson, a U.S. citizen, serves as the president of, and has the power to direct the affairs of, Asgard II and the Funds.

Consists of restricted shares of common stock granted to the Reporting Person on July 3, 2024, pursuant to the Company's 2010 Equity Incentive Plan. The restricted shares vest in four equal annual installments beginning on July 3, 2025, subject to the Reporting Person's continued service through the applicable vesting dates.

Consists of shares of common stock issued in connection with the Reporting Person's voluntary decision to receive shares in lieu of cash compensation for his services as a director.

Consists of shares of common stock issued in connection with the Reporting Person's voluntary decision to receive shares in lieu of cash compensation for his services as a director. The restricted shares vest on June 27, 2025, subject to the Reporting Person's continued service through such vesting date.

Consists of shares of common stock issued in connection with the Reporting Person's voluntary decision to receive shares in lieu of cash compensation for his services as a director. The restricted shares vest on June 27, 2025, subject to the Reporting Person's continued service through such vesting date.

Consists of shares of common stock issued in connection with the Reporting Person's voluntary decision to receive shares in lieu of cash compensation for his services as a director. The restricted shares vest on June 27, 2025, subject to the Reporting Person's continued service through such vesting date.

Consists of shares of common stock issued in connection with the Reporting Person's voluntary decision to receive shares in lieu of cash compensation for her services as a director. The restricted shares vest on June 27, 2025, subject to the Reporting Person's continued service through such vesting date.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for his services as a director. The restricted shares vest on April 1, 2025, subject to the Reporting Person's continued service through such vesting date.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for his services as a director. The restricted shares vest on April 1, 2025, subject to the Reporting Person's continued service through such vesting date.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for her services as a director. The restricted shares vest on April 1, 2025, subject to the Reporting Person's continued service through such vesting date.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for his services as a director. The restricted shares vest on April 1, 2025, subject to the Reporting Person's continued service through such vesting date.

Consists of shares of common stock issued in connection with the Reporting Person's voluntary decision to receive shares in lieu of cash compensation for his services as a director.

Represents restricted stock granted pursuant to the Issuer's 2010 Equity Incentive Plan. The restricted stock vests in equal installments on each of March 1, 2025, March 1, 2026, and March 1, 2027.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for his services as a director, based on the $17.95 closing price of the common stock on January 2, 2024. The restricted shares vest on January 2, 2025, subject to the Reporting Person's continued service through such vesting date.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for his services as a director, based on the $17.95 closing price of the common stock on January 2, 2024. The restricted shares vest on January 2, 2025, subject to the Reporting Person's continued service through such vesting date.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for her services as a director, based on the $17.95 closing price of the common stock on January 2, 2024. The restricted shares vest on January 2, 2025, subject to the Reporting Person's continued service through such vesting date.

Consists of shares of common stock issued in connection with the Reporting Person's voluntary decision to receive shares in lieu of cash compensation for his services as a director, based on the $17.95 closing price of the common stock on January 2, 2024.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for his services as a director, based on the $17.95 closing price of the common stock on January 2, 2024. The restricted shares vest on January 2, 2025, subject to the Reporting Person's continued service through such vesting date.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for her services as a director, based on the $15.85 closing price of the common stock on October 2, 2023. The restricted shares vest on October 2, 2024, subject to the Reporting Person's continued service through such vesting date.

Consists of shares of common stock issued in connection with the Reporting Person's voluntary decision to receive shares in lieu of cash compensation for his services as a director, based on the $15.85 closing price of the common stock on October 2, 2023.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for his services as a director, based on the $15.85 closing price of the common stock on October 2, 2023. The restricted shares vest on October 2, 2024, subject to the Reporting Person's continued service through such vesting date.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for his services as a director, based on the $15.85 closing price of the common stock on October 2, 2023. The restricted shares vest on October 2, 2024, subject to the Reporting Person's continued service through such vesting date.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for his services as a director, based on the $15.85 closing price of the common stock on October 2, 2023. The restricted shares vest on October 2, 2024, subject to the Reporting Person's continued service through such vesting date.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for her services as a director, based on the $16.74 closing price of the common stock on June 30, 2023. The restricted shares vest on June 30, 2024, subject to the Reporting Person's continued service through such vesting date.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for his services as a director, based on the $16.74 closing price of the common stock on June 30, 2023. The restricted shares vest on June 30, 2024, subject to the Reporting Person's continued service through such vesting date.

Due to an administrative error, on January 4, 2023, the Reporting Person mistakenly reported the acquisition of 1,120 shares of common stock in lieu of cash compensation for his services as a director. The amounts reported in column 5 of this Form 4 have been updated to reflect the Reporting Person's corrected ownership.

Consists of shares of common stock issued in connection with the Reporting Person's voluntary decision to receive shares in lieu of cash compensation for his services as a director, based on the $16.74 closing price of the common stock on June 30, 2023.

Due to an administrative error, on April 4, 2023, the Reporting Person mistakenly reported the acquisition of 818 shares of common stock in lieu of cash compensation for his services as a director. The amount of shares acquired should have been reported as 825. The amounts reported in column 5 of this Form 4 have been updated to reflect the Reporting Person's corrected ownership.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for his services as a director, based on the $16.74 closing price of the common stock on June 30, 2023. The restricted shares vest on June 30, 2024, subject to the Reporting Person's continued service through such vesting date.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for his services as a director, based on the $16.74 closing price of the common stock on June 30, 2023. The restricted shares vest on June 30, 2024, subject to the Reporting Person's continued service through such vesting date.

Due to an administrative error, on April 4, 2023, the Reporting Person mistakenly reported the acquisition of 818 shares of common stock in lieu of cash compensation for his services as a director. The amount of shares acquired should have been reported as 825. The amounts reported in column 5 of this Form 4 have been updated to reflect the Reporting Person's corrected ownership.

Consists of restricted shares of common stock granted to the Reporting Person as compensation in advance for his services as a director, based on the $17.86 closing price of the common stock on March 31, 2023. The restricted shares vest on March 31, 2024, subject to the Reporting Person's continued service through such vesting date.